THE DEBTOR AND THE AFFILIATE CO-PLAN PROPONENTS (COLLECTIVELY, THE PLAN SUPPORT PARTIES) SUPPORT
CONFIRMATION OF THE PLAN AND URGE ALL HOLDERS OF CLAIMS ENTITLED TO VOTE ON THE PLAN TO VOTE TO ACCEPT THE PLAN. THE PLAN SUPPORT PARTIES BELIEVE THAT THE PLAN PROVIDES THE HIGHEST AND BEST RECOVERY FOR ALL STAKEHOLDERS.
WHO IS ENTITLED TO VOTE: Under the Bankruptcy Code, only holders of claims or interests in impaired Classes are entitled to vote on the
Plan (unless, for reasons discussed in more detail below, such holders are deemed to reject the Plan pursuant to section 1126(g) of the Bankruptcy Code). Under section 1124 of the Bankruptcy Code, a class of claims or interests is deemed to be
impaired unless (i) the Plan leaves unaltered the legal, equitable, and contractual rights to which such claim or interest entitles the holder thereof or (ii) notwithstanding any legal right to an accelerated payment of such
claim or interest, the Plan, among other things, cures all existing defaults (other than defaults resulting from the occurrence of events of bankruptcy) and reinstates the maturity of such claim or interest as it existed before the default.
Holders of Claims in the following three Classes are being solicited under and entitled to vote on the Plan:
||Class 4: Term Loan Claims; |
||Class 5: Senior Notes Claims; and |
||Class 6: Convertible Notes Claims. |
THE PLAN PROVIDES THAT THE HOLDERS OF CLAIMS IN CLASS 4, CLASS 5,
AND CLASS 6 WHO VOTE TO ACCEPT THE PLAN, OR WHO ABSTAIN FROM OR REJECT THE PLAN, BUT DO NOT OPT-OUT OF THE RELEASES, ARE ALSO DEEMED TO HAVE GRANTED THE RELEASES CONTAINTED IN THE PLAN, INCLUDING RELEASES OF
THE GUARANTEE OBLIGATIONS OF THE AFFILIATE CO-PLAN PROPONENTS WITH RESPECT TO THE GUARANTEES PROVIDED BY SUCH ENTITIES UNDER THE PREPETITION CREDIT AGREEMENT AND THE SENIOR NOTES INDENTURE.
IN ADDITION, THE PLAN PROVIDES A LIMITED NON-CONSENSUAL RELEASE BY HOLDERS OF TERM LOAN CLAIMS IN CLASS 4 AND
SENIOR NOTES CLAIMS IN CLASS 5. SPECIFICALLY, IN EXCHANGE FOR THE SUBSTANTIAL CONTRIBUTIONS BY THE AFFILIATE CO-PLAN PROPONENTS WITH RESPECT TO THE PLAN, INCLUDING THE SECURED GUARANTEES UNDER THE AMENDED AND
RESTATED CREDIT FACILITY AGREEMENT AND THE NEW SECOND LIEN NOTES INDENTURE, THE PLAN PROVIDES THAT HOLDERS OF CLAIMS IN CLASS 4 AND CLASS 5 WILL BE DEEMED TO HAVE RELEASED THE AFFILIATE CO-PLAN PROPONENTS FROM